Paulson Management LP

Item 5 – Fees and Compensation

Performance and Management Fees

Our primary current fee structures for hedge fund clients are summarized below and are designed
to incent longer-term investments to improve the stability of the funds' asset bases.
        ● Paulson withdraws from each fund monthly or quarterly management fees at the
        beginning of each accounting period based on that portion of its net asset value
        attributable to management fee bearing investors. An allocable portion of the
        management fee is automatically deducted from each relevant investor's account at the
        beginning of the relevant accounting period.
        ● Certain management company officers, employees, and/or agents are permitted to
        receive fees for serving on Boards. These individuals will retain those fees, and such
        retention will not result in any offset to management fees.
        ● Investors are generally subject to a performance fee calculated on the investment
        performance of each fund, as described in the relevant private offering memoranda.
        Performance fees, if applicable to an investor's investment, are charged and automatically
        deducted from an investor's account at the end of each fiscal year and on any interim
        withdrawal of capital by, or other distribution of funds to, an investor, subject to a “high
        water mark” loss carry-forward provision. Performance fees charged are intended to
        comply with the requirements of Section 205 of the Investment Advisers Act of 1940 (the
        Advisers Act) and its applicable rules.

Investors in any fund that we may advise in the future or in additional classes of interests of
existing funds may bear different fees than those described herein. Furthermore, the Proprietary
Funds are not charged Management Fees or Performance Fees.

                                                     Management Fee         Performance Fee
Merger Arbitrage
 Paulson Partners L.P.
 Paulson International Ltd.                          1.0%                   20%
Merger Arbitrage (2x Exposure)
 Paulson Enhanced Ltd.                               2.0%                   20%
 Paulson Partners Enhanced L.P.                      2.0%                   20%
Event Arbitrage
 Paulson Advantage Master Ltd.
Event Arbitrage (1.5x Exposure)
 Paulson Advantage Plus Master Ltd.
Credit Fund
 Paulson Credit Opportunities Master Ltd.
 Paulson Credit Opportunities Master II Ltd          1.5%                   20%
Special Situations Fund
 Paulson Special Situations Master Fund Ltd.
Gold Fund
 PFR Gold Master Fund Ltd.

Pure Spread
 Paulson Pure Spread Fund, L.P.                      1.0%                   20%
 Paulson Pure Spread Fund Ltd.                       1.0%                   20%
 Paulson Pure Spread Enhanced Fund Ltd.              1.0%                   20%
Co-Investment Vehicles
 Paulson Investment Company I LP                     1.0%                   20%
 Paulson Investment Company II LP                    1.0%                   20%

Expenses

Investors in the funds will bear not only Paulson’s fees, but also other fees and expenses of the
funds. Such expenses include, but are not limited to (i) brokerage and prime brokerage fees,
commissions and charges (including, without limitation, the costs of negotiating, documenting
and/or amending agreements with prime brokers, ISDAs and other agreements with trading and
financing counterparties), (ii) fees and charges of custodians and clearing agencies, (iii) interest
and commitment fees on loans and debit balances, and other borrowing costs, (iv) income taxes,
withholding taxes, transfer taxes and other governmental charges and duties, (v) fees of the
Investment Manager, legal advisers (including any legal fees in connection with any litigation
and regulatory matters, including amounts paid in settlements thereof and attorneys’ fees,
litigation expenses, the cost of settlements and indemnification expenses (including advances
thereof)), administrators, net asset value calculation agents, accountants and independent
auditors (including third-party accounting services and fees and expenses incurred in connection
with any tax audit by any U.S. federal, state or local authority, including, without limitation, any
related administrative settlement and judicial review), and fees of other service providers, (vi)
Directors’ fees and expenses, (vii) the costs of maintaining the respective fund’s registered
offices, (viii) the costs of updating, printing and distributing any Memorandum and subscription
materials, any other governing documents, and any reports and notices to shareholders or
prospective investors, (ix) research, database and due diligence costs and expenses, third-party
investment sourcing fees, consulting and appraisal fees and expenses, any outsourced trading
provider fees, bank service fees, fees and expenses of proxy research and voting services and
fees and expenses of third-party professionals, including, without limitation, consultants,
investment bankers, attorneys and accountants, technology and other software costs and
expenses (including, without limitation, data subscriptions (such as Bloomberg) and any
information technology hardware and software, (x) blue sky and other regulatory filing fees,
including, without limitation, regulatory and statutory filings (such as filings for FATCA, AEOI,
Form D, Form PF, Section 13 filings, Section 16 filings, and other similar regulatory filings, (xi)
insurance costs (including D&O and cybersecurity insurance costs), and (xii) consulting fees and
expenses, other operating expenses, and fees of other service providers. Each fund will also bear
its organizational fees and expenses, which may be amortized by the Fund for financial reporting
purposes over a period of up to five (5) years, unless such treatment results in adverse regulatory
...

Item 7 – Types of Clients

Paulson provides advisory services to hedge funds, co-investment vehicles, and institutional
investors. The underlying investors in the hedge funds may include financial institutions,
foundations and family offices, public and corporate pension funds, endowments, and high net
worth individuals.